SEC Filings

SECTION 5. Representations and Warranties. In order to induce the Lenders and
the Administrative Agent to enter into this Restatement Agreement, the Borrower represents and warrants to each of the Lenders and the Administrative Agent that, after giving effect to this Restatement Agreement, and both before and after giving
effect to the transactions contemplated by this Restatement Agreement:

(a) no Default or Event of Default has occurred and
is continuing;

(b) the entry into this Restatement Agreement by Holdings and the Borrower has been duly authorized by all
necessary corporate or other action of each such entity; and

(c) each of the representations and warranties made by each
of the Loan Parties in or pursuant to the Loan Documents is true and correct in all material respects on and as of the date hereof as if made on the date hereof (or, if any such representation or warranty is expressly stated to have been made as of
a specific date, in all material respects as of such specific date) and in each case without duplication of any materiality qualifier therein.

SECTION 6. Reference to and Effect on the Loan Documents. On and after the Restatement Effective Date, (i) each reference in
the Second Amended and Restated Credit Agreement to this Agreement, hereunder, hereof or words of like import referring the Original Credit Agreement, and each reference in the Notes and each of the other Loan
Documents to the Credit Agreement, thereunder, thereof or words of like import referring to the Original Credit Agreement, shall mean and be a reference to the Second Amended and Restated Credit Agreement, as
amended and restated in accordance with this Restatement Agreement and (ii) each reference in the Amended and Restated Guarantee and Collateral Agreement to this Agreement, hereunder, hereof or words of like
import referring the Original Guarantee and Collateral Agreement, and each reference in the other Loan Documents to the Guarantee and Collateral Agreement, thereunder, thereof or words of like import referring to
the Original Guarantee and Collateral Agreement, shall mean and be a reference to the Amended and Restated Guarantee and Collateral Agreement, as amended and restated in accordance with this Restatement Agreement. The execution, delivery and
effectiveness of this Restatement Agreement shall not, except as expressly provided herein, operate as a waiver of any right, power or remedy of any Lender or any Agent under any of the Loan Documents, nor constitute a waiver of any provision of any
of the Loan Documents.

SECTION 7. Applicable Law; Waiver of Jury Trial.

(A) THIS RESTATEMENT AGREEMENT SHALL BE CONSTRUED AND INTERPRETED IN ACCORDANCE WITH AND GOVERNED BY THE LAW OF THE STATE OF NEW YORK.